NORTH LANE GROUP LTD

The Directors present their report and the financial statements for the year ended 30 November 2025.

The trading results for the year and the Company's financial position at the end of the year are shown in the attached financial statements.

The Directors who served the Company during the year and to the date of this report were as follows:

The ultimate parent company is bd-c Chase Topco Limited and as a result is part of the Sportscape Group (www.sportscape.com), a pan-European online retail platform connecting brands with a community of over 25 million real sport and outdoor enthusiasts.

Inflation rates remained broadly flat in 2025, albeit well above the long-term historic trends and bank targets of 2-2.5%, resulting in pressure on the Group's cost base, from staff costs through to our supply partners (predominantly distribution and marketing). To mitigate this pressure, the Group focused on ways to drive operational efficiency through the use of technology, allowing our value-driven model to ensure the proposition remains highly compelling and relevant for customers.

In 2026, the Group will continue to focus on delivering the best price, utilising scale, technology and process improvements to drive profitability. At the same time, we expect the inflation rates to ease to more normal levels, reducing pressure on the cost base, although the trajectory remains sensitive to the Iran conflict and any further escalation in the Middle East, which could keep energy and freight costs elevated for longer than currently anticipated.

The majority of the owned brand products are manufactured in the Far East and invoiced in USD, leaving the business exposed to GBP/USD currency movements between the date of order and payment. The wider group, of which North Lane Group Ltd is part, mitigates this risk using foreign currency instruments where appropriate.

The Company is a subsidiary of bd-c Chase Midco Limited, the largest UK group in which the Company's results are consolidated. The going concern assessment of the Company is therefore linked to that of the wider Sportscape Group.

bd-c Chase Midco and its subsidiaries meet their day-to-day working capital requirements through their operating cash flows, the LCL Revolving Credit Facility (available through to June 2029) and the HSBC Trade Finance Facility (which renews annually in August). Its forecasts and projections, considering possible fluctuations in trading performance, indicate that the business will be able to operate within the facilities available. While the renewal of the Trade Finance Facility is not guaranteed, management has indications that these will be renewed in the ordinary course of business in due course and has not identified a material uncertainty in this regard.

The Group's longer-term €38m loan facility was refinanced in the prior year and matures in 2030. The Group has met all covenants during the year and is forecast to continue to do so through the remaining period of the going concern assessment.

As part of our annual planning, the Directors have prepared detailed cash flow forecasts for a period of not less than 12 months from the date of approval of these financial statements and carried out detailed stress testing to consider how much performance would need to degrade before cash would be constrained, along with the likelihood of such a scenario occurring. After undergoing this exercise, the Directors are comfortable that the likelihood of a scenario that would result in the business not having sufficient cash reserves in the 12 months following the approval of the financial statements is remote. As such, the Directors have not identified a material uncertainty that may give rise to significant doubt over going concern.

The Directors have, at the time of approving the financial statements, a reasonable expectation that the business has adequate cash resources available to continue for the 12 months following the approval of the financial statements and thus continue to adopt the going concern basis of accounting in preparing the financial statements.

Financial risks and the use of financial instruments are managed at a Group level. The Group's financial risk management objectives, policies and strategies and information about the use of financial instruments by the Group is detailed in the consolidated financial statements of bd-c Chase Midco Limited.

Events after the reporting date are detailed in note 13 to the financial statements.

BDO LLP will be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

In preparing this report, the Directors have taken advantage of the small companies exemptions provided by section 415A of the Companies Act 2006.

We have audited the financial statements of North Lane Group Ltd ("the Company") for the year ended 30 November 2025 which comprise of the following:

We are independent of the Company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC's Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements.

In auditing the financial statements, we have concluded that the Directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the Company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue. However, because not all future events or conditions can be predicted, this statement is not a guarantee as to the Company's ability to continue as a going concern.

Our responsibilities and the responsibilities of the Directors with respect to going concern are described in the relevant sections of this report.

We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements. However, the primary responsibility for the prevention and detection of fraud rests with both those charged with governance of the Company and management.

Extent to which the audit was capable of detecting irregularities, including fraud

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

we considered the significant laws and regulations to be the applicable accounting framework, corporate tax, VAT and employment tax legislation.

The Company is also subject to laws and regulations where the consequence of non-compliance could have a material effect on the amount or disclosures in the financial statements, for example through the imposition of fines or litigations. We identified such laws and regulations to be the health and safety legislation.

We assessed the susceptibility of the financial statements to material misstatement, including fraud. Our risk assessment procedures included:

Based on our risk assessment, we considered the areas most susceptible to fraud to be management override of controls by posting inappropriate journals and bias in developing estimates in significant risk areas such as revenue as well as improper revenue recognition associated with year-end cut-off.

We also communicated relevant identified laws and regulations and potential fraud risks to all engagement team members who were all deemed to have appropriate competence and capabilitiesand remained alert to any indications of fraud or non-compliance with laws and regulations throughout the audit.

Our audit procedures were designed to respond to risks of material misstatement in the financial statements, recognising that the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery, misrepresentations or through collusion. There are inherent limitations in the audit procedures performed and the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we are to become aware of it.

A further description of our responsibilities is available on the Financial Reporting Council's website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.

BDO LLP is a limited liability partnership registered in England and Wales (with registered number OC305127).

The notes to these financial statements form an integral part of these financial statements.

The financial statements were approved by the Board of Directors and authorised for their issue on 26 June 2026 and were signed on its behalf by:

The notes to these financial statements form an integral part of these financial statements.

North Lane Group Ltd is a private company limited by shares and incorporated in England and Wales. Its registered head office is located at Unit 2.01 Lincoln House, Kennington Park, 1-3 Brixton Road, London, SW9 6DE.

The annual financial statements of North Lane Group Ltd ("the Company") have been prepared under the historical cost convention and in accordance with Financial Reporting Standard 100 Application of Financial Reporting Requirements ("FRS 100") and Financial Reporting Standard 101 Reduced Disclosure Framework ("FRS 101"). The financial statements are presented in Sterling.

The Company meets the definition of a qualifying entity under FRS 101 and has notified its shareholder, SportPursuit Limited, of the adoption of the Reduced Disclosure Framework. No objections have been received. Accordingly, the Company has taken advantage of the following disclosure exemptions under FRS 101:

All intangible assets are considered to have a finite useful life. Amortisation is calculated to write off the cost of intellectual property in equal instalments, over the useful life of 5 years.

Financial assets and financial liabilities are initially measured at fair value.

Impairment review inputs: An impairment provision is recognised if the carrying amount of an asset or cash-generating unit exceeds its recoverable amount. The recoverable amount is calculated based on management's key assumptions, including future cash flow projections, discount rates, and growth rates.

The immediate parent company is SportPursuit Limited, a company incorporated and registered in the UK with the same registered address as the Company.

The Company is ultimately owned by bd-c Chase Topco Limited, a company incorporated and registered in Guernsey with a registered address of Dorey Court, Admiral Park, St Peter Port, Guernsey, GY1 2HT.

The smallest group into which the results of the Company are consolidated for the period is that of SportPursuit Limited and the largest group into which the results of the Company are consolidated for the period is that of bd-c Chase Midco Limited. The accounts for both groups can be obtained from Companies House, Crown Way, Cardiff, CF14 3UZ.

V.1.0 FINTAGS 01 December 2024 30 November 2025 30 November 2025 false true false true 0 0 Intangible assets are initially recognised at cost. After recognition they are measured at cost less any accumulated amortisation and accumulated impairment losses. Retail sale of sports goods, fishing gear, camping goods, boats and bicycles false false true These accounts have been prepared in accordance with the special provisions in part 15 of the companies act 2006 relating to small companies and in accordance with FRS iso4217:GBP xbrli:pure iso4217:GBP xbrli:shares xbrli:shares 11554668 2024-12-01 2025-11-30 11554668 bus:Director1 2024-12-01 2025-11-30 11554668 bus:Director2 2024-12-01 2025-11-30 11554668 bus:CompanySecretary1 2024-12-01 2025-11-30 11554668 bus:RegisteredOffice 2024-12-01 2025-11-30 11554668 2025-11-30 11554668 core:ContinuingOperations 2024-12-01 2025-11-30 11554668 core:ContinuingOperations 2023-12-01 2024-11-30 11554668 2024-11-30 11554668 core:CurrentFinancialInstruments 2025-11-30 11554668 core:CurrentFinancialInstruments 2024-11-30 11554668 core:RetainedEarningsAccumulatedLosses 2025-11-30 11554668 core:RetainedEarningsAccumulatedLosses 2024-11-30 11554668 core:RetainedEarningsAccumulatedLosses 2023-11-30 11554668 2023-11-30 11554668 core:RetainedEarningsAccumulatedLosses 2023-12-01 2024-11-30 11554668 2023-12-01 2024-11-30 11554668 core:RetainedEarningsAccumulatedLosses 2024-12-01 2025-11-30 11554668 bus:PrivateLimitedCompanyLtd 2024-12-01 2025-11-30 11554668 countries:EnglandWales 2024-12-01 2025-11-30 11554668 bus:FRS101 2024-12-01 2025-11-30 11554668 bus:Audited 2024-12-01 2025-11-30 11554668 bus:FullAccounts 2024-12-01 2025-11-30 11554668 bus:CalendarYear 2024-12-01 2025-11-30 11554668 curr:PoundSterling 2024-12-01 2025-11-30 11554668 core:OtherResidualIntangibleAssets 2024-12-01 2025-11-30 11554668 core:FinancialAssetsAmortisedCost 2024-12-01 2025-11-30 11554668 core:FinancialLiabilitiesAmortisedCost 2024-12-01 2025-11-30 11554668 countries:UnitedKingdom 2024-12-01 2025-11-30 11554668 countries:UnitedKingdom 2023-12-01 2024-11-30 11554668 countries:RestWorldOutsideUK 2024-12-01 2025-11-30 11554668 countries:RestWorldOutsideUK 2023-12-01 2024-11-30 11554668 countries:RestEuropeOutsideUK 2024-12-01 2025-11-30 11554668 countries:RestEuropeOutsideUK 2023-12-01 2024-11-30 11554668 core:UKTax 2024-12-01 2025-11-30 11554668 core:UKTax 2023-12-01 2024-11-30 11554668 core:OtherResidualIntangibleAssets 2024-11-30 11554668 core:OtherResidualIntangibleAssets 2025-11-30 11554668 1 2025-11-30 11554668 1 2024-11-30 11554668 bus:AllOrdinaryShares 2024-12-01 2025-11-30 11554668 bus:AllOrdinaryShares 2025-11-30 11554668 bus:AllOrdinaryShares 2024-11-30 11554668 2 2024-12-01 2025-11-30 11554668 3 2024-12-01 2025-11-30 11554668 bus:SmallCompaniesRegimeForAccounts 2024-12-01 2025-11-30

Contents

Directors, Officers and Advisers	3

Directors' Report	4

Independent Auditor's Report to the members of North Lane Group Ltd	7

Statement of Comprehensive Income	12

Statement of Financial Position	13

Statement of Changes in Equity	14

Notes to the Financial Statements	15

•	select suitable accounting policies and then apply them consistently;
•	make judgements and accounting estimates that are reasonable and prudent;
•	state whether applicable UK Accounting Standards, including FRS 101, have been followed, subject to any material departures disclosed and explained in the financial statements; and
•	prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business.

•	so far as the Directors are aware, there is no relevant audit information of which the Company's auditor is unaware, and
•	the Directors have taken all the steps that they ought to have taken as directors in order to make themselves aware of any relevant audit information and to establish that the Company's auditor is aware of that information.

•	give a true and fair view of the state of the Company's affairs as at 30 November 2025 and of its profit for the year then ended;
•	have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
•	have been prepared in accordance with the requirements of the Companies Act 2006.

•	the information given in the Directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
•	the Directors' report has been prepared in accordance with applicable legal requirements.

Independent Auditor:
BDO LLP
Atlantic Square
York Street	Registered Office:
Glasgow	Unit 2.01
G2 8NJ	Lincoln House, Kennington Park
	1-3 Brixton Road
	London
Company registration number:	SW9 6DE
11554668

•	adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or
•	the financial statements are not in agreement with the accounting records and returns; or
•	certain disclosures of Directors' remuneration specified by law are not made; or
•	we have not received all the information and explanations we require for our audit; or
•	the Directors were not entitled to prepare the financial statements in accordance with the small companies regime and take advantage of the small companies' exemptions in preparing the Directors' report and from the requirement to prepare a Strategic report.

•	Our understanding of the Company and the industry in which it operates;
•	Discussion with management and those charged with governance; and
•	Obtaining an understanding of the Company's policies and procedures regarding compliance with laws and regulations

•	Enquiries of management whether there were any litigations and claims;
•	Enquiries of the legal team of the Company;
•	Review of minutes of meetings of those charged with governance for any instances of noncompliance with laws and regulations;
•	Review of correspondence with regulatory and tax authorities for any instances of noncompliance with laws and regulations;
•	Review of financial statement disclosures and agreeing to supporting documentation;
•	Involvement of tax specialists in the audit; and
•	Review of legal expenditure accounts to understand the nature of expenditure incurred.

•	Enquiry with management and those charged with governance regarding any known or suspected instances of fraud;
•	Obtaining an understanding of the Company's policies and procedures relating to:
	○	Detecting and responding to the risks of fraud; and
	○	Internal controls established to mitigate risks related to fraud.
•	Review of minutes of meetings of those charged with governance for any known or suspected instances of fraud;
•	Discussion amongst the engagement team as to how and where fraud might occur in the financial statements;
•	Performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of material misstatement due to fraud; and
•	Considering remuneration incentive schemes and performance targets and the related financial statement areas impacted by these.

•	Discussing among the engagement team regarding how and where fraud or non-compliance might occur in the financial statements and any potential indicators of fraud. As part of this discussion, we identified potential for fraud in revenue recognition relating to cut-off and the risk of management override of controls.
•	Agreement of the financial statement disclosures to underlying supporting documentation;
•	Enquiring of management and those charged with governance concerning actual and potential litigation and claims and seeking corroborating and contradictory evidence to support their claims;
•	We sought to identify any areas of management bias by corroborating significant estimates and judgements and challenging management as to their appropriateness based on third party empirical evidence, recalculating management's estimate, following up on information in relation to estimates to the date of approval as well as in some cases developing our own estimate range and comparing this to management's estimate;
•	Focusing on revenue year end cut-off procedures, review of returns provisions and the inclusion of revenue in the correct accounting periods;
•	Performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of material misstatement due to fraud;
•	Obtaining an understanding of the control environment in monitoring compliance with laws and regulations;
•	Reading minutes of meetings of those charged with governance and reviewing correspondence with regulatory bodies; and
•	Testing the appropriateness of journal entries based on a set of pre-determined risk criteria; assessing whether the judgements made in making accounting estimates are indicative of a potential bias; and evaluating the business rationale of any transactions that would otherwise be considered outside normal operations or outside the normal course of business.

	Notes	2025	2024
		£	£

Revenue	3	2,710,439	2,591,291
Cost of sales		(876,884)	(816,091)

Gross profit		1,833,555	1,775,200

Other administrative expenses		(668,546)	(814,487)

Operating profit	4	1,165,009	960,713

Profit before tax		1,165,009	960,713
Taxation	5	(291,252)	-

Profit for the financial year		873,757	960,713

	Share capital	Retained earnings	Total equity
	£	£	£

At 1 December 2023	-	2,063,017	2,063,017

Comprehensive profit for the year
Profit for the year	-	960,713	960,713

	-	960,713	960,713

At 30 November 2024	-	3,023,730	3,023,730

Comprehensive profit for the year
Profit for the year	-	873,757	873,757

	-	873,757	873,757

At 30 November 2025	-	3,897,487	3,897,487

•	the requirements of IFRS 7 Financial Instruments: Disclosures; true
•	the requirements of paragraphs 91-99 of IFRS 13 Fair Value Measurement; true
•	the requirements of the second sentence of paragraph 110 and paragraphs 113(a), 114, 115, 118, 119(a) to (c), 120 to 127 and 129 of IFRS 15 Revenue from Contracts with Customers;
•	the requirement in paragraph 38 of IAS 1 'Presentation of Financial Statements' to present comparative information in respect of: true
	○	paragraph 79(a)(iv) of IAS 1; and
	○	paragraph 118(e) of IAS 38 Intangible Assets. true
•	the requirements of paragraphs 10(d), 10(f), 16, 38A, 38B, 38C, 38D, 40A, 40B, 40C, 40D, 111 and 134-136 of IAS 1 Presentation of Financial Statements;
•	the requirements of IAS 7 Statement of Cash Flows; true
•	the requirements of paragraphs 30 and 31 of IAS 8 Accounting Policies, Changes in Accounting Estimates and Errors; true
•	the requirements of paragraph 17 and 18A of IAS 24 Related Party Disclosures; true
•	the requirements in IAS 24 Related Party Disclosures to disclose related party transactions entered into between two or more members of a group, provided that any subsidiary which is a party to the transaction is wholly owned by such a member; and true
•	the requirements of paragraphs 130(f)(ii), 130(f)(iii), 134(d)-134(f) and 135(c)-135(e) of IAS 36 Impairment of Assets. true

1)	identify the contract with the customer;
2)	identify the performance obligations in the contract;
3)	determine the transaction price;
4)	allocate the transaction price to separate performance obligations in the contract; and
5)	recognise revenues when (or as) each performance obligation is satisfied.

	Notes	2025	2024
		£	£

Assets

Non-current assets
Intangible assets	6	396,693	109,823

		396,693	109,823
Current assets
Inventory*	7	53,670	20,008
Trade and other receivables	8	4,027,321	2,968,221

		4,080,991	2,988,229
Current liabilities
Trade and other payables	9	(367,848)	(74,322)
Current tax payable		(212,349)	-

		(580,197)	(74,322)

Net assets		3,897,487	3,023,730

Equity
Share capital	10	-	-
Retained earnings	11	3,897,487	3,023,730

Shareholders' funds		3,897,487	3,023,730

	2025	2024
	£	£

United Kingdom	1,999,905	1,919,946
Rest of Europe	613,872	471,552
Rest of the world	96,662	199,793

	2,710,439	2,591,291

	2025	2024
	£	£

Sale of goods	1,381,993	1,511,463
Royalty income	1,328,446	1,079,828

	2,710,439	2,591,291

	2025	2024
	£	£

Operating profit is stated after charging other administrative expenses:
Amortisation of intangible assets	34,253	36,475
Exchange differences	265	342

	2025	2024
	£	£

Profit on ordinary activities before tax	1,165,009	960,713

Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2024: 25%)	291,252	240,178
Effects of:
Group relief claimed	-	(240,178)

Corporation tax charge	291,252	-

	2025	2024
	£	£

Current tax:
UK corporation tax based on the results for the year	291,252	-
Adjustments in respect of prior year	-	-

	291,252	-

	Intellectual
	property
	£

Cost
At 1 December 2024	257,551
Additions	321,123

At 30 November 2025	578,674

Amortisation
At 1 December 2024	147,728
Charge for the year	34,253

At 30 November 2025	181,981

Net book value
At 30 November 2025	396,693

At 30 November 2024	109,823

	2025	2024
	£	£

Goods in transit	36,721	16,092
Right of return asset	16,949	3,916

	53,670	20,008

	2025	2024
	£	£

Current
Trade payables	28,188	12,688
Sales refund liability	38,293	9,337
Amounts owed to group undertakings	208,286	-
Deferred income	93,081	52,297

	367,848	74,322

	2025	2024
	£	£

Allotted, called up and fully paid
100 (2024: 100) Ordinary shares of £0.0001 each	-	-

Total share capital	-	-